Decisions of the Ordinary General Meeting 30.06.2021

The Company under the name “EPSILON NET S.A. Information, Education, High Technology Products Company“, with the distinctive title “EPSILON NET S.A.“, announces that at the Οrdinary General Meeting of the shareholders of the Company, held on Wednesday June 30th 2021, at 11:00 at the company’s offices in in the Municipality of Pylaia-Chortiatis (EMO Zone of Pylea – Thessaloniki, 17 Noemvriou 87 – Zip Code 555 34), were present in person or by proxy twenty eight (28) shareholders representing 10,850,492 shares out of 13,400,000, which corresponds to a percentage of 80.97% of the share capital.

On the issues of the Agenda the General Meeting decided the following:

1. Approval of the Annual Financial Statement and the Consolidated Financial Statement for the fiscal year 2020 (01.01.2020-31.12.2020) along with the report of the Board of Directors and the report of the Certified Auditor-Accountant.

2. Approval of the distribution of the results of the fiscal year 01.01.2020-31.12.2020 and the distribution of a dividend amounting to six hundred twenty-nine thousand eight hundred Euros (629,800.00€) corresponding to dividend 0,047 Euros per share. From this amount the relevant tax is deducted in favor of the Greek State and therefore the total paid amount of the dividend per share will amount to 0,04465 Euros. Cut-off date and identification of the beneficiaries will take place on 20.07.2021 and 21.07.2021 respectively, while the corresponding amount of the dividend will start to be paid to the shareholders from 27.07.2021. The Company will publish a separate announcement on the dividend payment procedure to shareholders according to the provisions of article 4. 1. 3. 4 of the ATHEX Regulation.

3. Approval of the overall management of the Board of Directors for the fiscal year 2020 in accordance with article 108 of L. 4548/2018 and the discharge of Certified Auditors from any liability for damages in accordance with article 117 par.1 (c) of L. 4548/2018.

4. Appointed for the statutory audit of the fiscal year 2021 the auditing firm “Certified Public Accountants SA” (SOL SA) and the relevant audit will be carried out by the Certified Auditors: Drakopoulos Dimitrios with SOEL register number 40061, VAT 117802410 and ID card no AB201507 as regular auditor and Skaliotou Eleni with SOEL register number 23671, VAT 053800096 and ID card no AE054321 as alternate auditor.

5. Approval of the Remuneration Report in accordance with Article 112 of L. 4548/2018 for the fiscal year 2020(01.01.2020 – 31.12.2020)

6. Approval of the paid remuneration and compensations to the Board of Directors members for the fiscal year 2020 and the advance payments of remuneration/indemnities to the non-executive and independent members of the Board of Directors during the current fiscal year 2021 (01.01.2021-31.12.2021) and until the next ordinary general meeting, for their participation in the meetings of the Company’s Board of Directors and the Committees of the Company.

7. Approval of the Annual Report of the Audit Committee submitted by its Chairman, in accordance with article 44 par. 1 of law 4449/2017.

8. Approval of the Company’s Suitability Policy of the Members of the Board of Directors in accordance with Article 3 of L. 4706/2020.

9. Elected new members of Board of Directors as follows

1. Michos Ioannis of Nikolaos

2. Anagnostou Vassiliki of Dimitrios

3. Koutkoudakis Ioannis of Antonios

4. Prassas Vasileios of Gavriil

5. Michalopoulos Paschalis of Georgios

6. Andreas Gribelas of Dimitrios

7. Daskalopoulou Aikaterini of Georgios

8. Komninos Nikolaos of Zacharias

9. Avdimiotis Spyridon of Konstantinos

10. Karabinas Eleftherios of Michail

The members proposed for appointment as independent, non-executive directors that meet the independence requirements of article 4 of Law 3016/2002 and article 9 of Law 4706/2020 are Komninos Nikolaos of Zacharias, Avdimiotis Spyros of Konstantinos and Karabinas Eleftherios of Michail.

The term of office of the new Board of Directors is four (4) years.

10. Determination that the Audit Committee constitutes a committee of the Board of Directors, consisting of three non-executive members of the Board of Directors, all or the majority of which will be independent (non-executive members), meeting the independence requirements of article 4 of Law 3016/2002. The members of the Audit Committee will be appointed by the Board of Directors. The Chairman of the Committee is appointed by the members thereof, and is an independent, non-executive member of the Board of Directors. The term of office of the Audit Committee will be equal to the term of office of the Board of Directors, which is four years

11. Approval for the authorization to the Board of Directors for the adoption of a Stock Options Plan in the form of granting stock options by issuing new shares, according to article 113 of L. 4548/2018, to the Company’s Management and Personnel and its affiliated companies within the meaning of Article 32 L. 4308/2014. The maximum number of options rights approved is up to four hundred thousand (400,000) rights, each of which shall correspond to one New Share, i.e. if all options rights are exercised, up to four hundred thousand (400,000) new registered common Shares of the Company will be issued and the subscription price of each new share is set at €2.40

12. Approval of the fiscal year activities 2020 (01.01.2020-31.12.2020) according to the decisions of the Board of Directors.

The company will disclose the voting details in a separate announcement according to article 133 par.2 of Law 4548/2018 and article 4. 1. 3. 3 of the ATHEX Regulation.

Thessaloniki, 30.06.2021


Check out the announcement here.